The Company is authorized to issue preferred stock and four classes of common stock consisting of Class S shares, Class I shares, Class T shares, and Class D shares. The Company’s board of directors has the ability to establish the preferences and rights of each class or series of preferred stock, without stockholder approval, and as such, it may afford the holders of any series or class of preferred stock preferences, powers and rights senior to the rights of holders of common stock. The differences among the common share classes relate to upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees. See Note 2 for a further description of such items. Other than the differences in upfront selling commissions, dealer manager fees and ongoing stockholder servicing fees, each class of common stock has the same economic and voting rights.

As of December 31, 2019, the Company had authority to issue 3,100,000,000 shares, consisting of the following:

Classification	Number of Shares (in thousands)		Par Value
Preferred Stock		100,000	$	0.01
Class S Shares		1,000,000	$	0.01
Class I Shares		1,000,000	$	0.01
Class T Shares		500,000	$	0.01
Class D Shares		500,000	$	0.01
Total		3,100,000

The following tables detail the movement in the Company’s outstanding shares of common stock (in thousands):

	Class S			Class I			Class T			Class D			Total
January 1, 2017		—			20			—			—			20
Common stock issued		128,277			30,146			5,600			3,931			167,954
Distribution reinvestment		1,834			578			25			24			2,461
Common stock repurchased		(26	)		(41	)		—			—			(67	)
Independent directors' restricted stock grant⁽¹⁾		—			16			—			—			16
December 31, 2017		130,085			30,719			5,625			3,955			170,384

Common stock issued		142,828			77,964			17,379			26,112			264,283
Distribution reinvestment		6,266			2,394			385			434			9,479
Common stock repurchased		(2,190	)		(2,853	)		(76	)		(126	)		(5,245	)
Independent directors' restricted stock grant⁽¹⁾		—			37			—			—			37
December 31, 2018		276,989			108,261			23,313			30,375			438,938

Common stock issued		248,497			371,562			16,650			53,107			689,816
Distribution reinvestment		12,156			7,356			899			1,590			22,001
Common stock repurchased		(6,829	)		(12,936	)		(1,095	)		(415	)		(21,275	)
Independent directors' restricted stock grant⁽¹⁾		—			36			—			—			36
December 31, 2019		530,813			474,279			39,767			84,657			1,129,516

(1)

The directors’ restricted stock grants represented an aggregate $0.4 million, $0.4 million and $0.1 million of the annual compensation paid to the independent directors for the years ended December 31, 2019, 2018, and 2017, respectively. Each grant is amortized over the one-year service period of such grant.

The Company has adopted a share repurchase plan whereby, subject to certain limitations, stockholders may request on a monthly basis that the Company repurchases all or any portion of their shares. Should repurchase requests, in the Company’s judgment, place an undue burden on its liquidity, adversely affect its operations or risk having an adverse impact on the Company as a whole, or should the Company otherwise determine that investing its liquid assets in real properties or other illiquid investments rather than repurchasing its shares is in the best interests of the Company as a whole, then the Company may choose to repurchase fewer shares than have been requested to be repurchased, or none at all. Further, the Company’s board of directors may modify, suspend or terminate the Company’s share repurchase plan if it deems such action to be in the Company’s best interest and the best interest of its stockholders. In the event that the Company determines to repurchase some but not all of the shares submitted for repurchase during any month, shares repurchased at the end of the month will be repurchased on a pro rata basis.

For the years ended December 31, 2019, 2018, and 2017, the Company repurchased shares for $236.4 million, $56.4 million, and $0.7 million, respectively. The Company had no unfulfilled repurchase requests during the years ended December 31, 2019, 2018 and 2017.

The Company generally intends to distribute substantially all of its taxable income, which does not necessarily equal net income as calculated in accordance with GAAP, to its stockholders each year to comply with the REIT provisions of the Internal Revenue Code.

Each class of our common stock receives the same gross distribution per share. The net distribution varies for each class based on the applicable stockholder servicing fee, which is deducted from the monthly distribution per share and paid directly to the applicable distributor. The following table details the aggregate distributions declared for each applicable class of common stock:

	Year Ended December 31, 2019
	Class S			Class I		Class T			Class D
Gross distributions declared per share of common stock	$	0.6363		$	0.6363	$	0.6363		$	0.6363
Stockholder servicing fee per share of common stock		(0.0951	)		—		(0.0935	)		(0.0276	)
Net distributions declared per share of common stock	$	0.5412		$	0.6363	$	0.5428		$	0.6087

	Year Ended December 31, 2018
	Class S			Class I		Class T			Class D
Gross distributions declared per share of common stock	$	0.6286		$	0.6286	$	0.6286		$	0.6286
Stockholder servicing fee per share of common stock		(0.0917	)		—		(0.0902	)		(0.0267	)
Net distributions declared per share of common stock	$	0.5369		$	0.6286	$	0.5384		$	0.6019

	Year Ended December 31, 2017
	Class S			Class I		Class T			Class D
Gross distributions declared per share of common stock⁽¹⁾	$	0.4782		$	0.4782	$	0.3567		$	0.4008
Stockholder servicing fee per share of common stock		(0.0823	)		—		(0.0511	)		(0.0173	)
Net distributions declared per share of common stock	$	0.3959		$	0.4782	$	0.3056		$	0.3835

⁽¹⁾	The Company did not sell any Class D or Class T shares prior to May 2017 and June 2017, respectively, thus no distributions were declared for Class D or Class T prior to such date.

Distributions for the year ended December 31, 2019 were characterized, for federal income tax purposes, as 8.75% ordinary income, 1.17% capital gains and 90.08% return of capital. Of the 8.75%, 8.60% and 0.15% of the distributions paid in 2019 were non-qualified and qualified, respectively. Distributions for the year ended December 31, 2018 were characterized, for federal income tax purposes, as 3.11% ordinary income and 96.89% return of capital. Of the 3.11%, 0.51% and 2.60% of the distributions paid in 2018 were non-qualified and qualified, respectively. Distributions for the year ended December 31, 2017, were characterized, for federal income tax purposes, as 34.15% ordinary income and 65.85% return of capital. Of the 34.15%, 32.55% and 1.60% of the distributions paid in 2017 were non-qualified and qualified, respectively.

In connection with its performance participation interest, the Special Limited Partner holds Class I units in BREIT OP. See Note 11 for further details of the Special Limited Partner’s performance participation interest. Because the Special Limited Partner has the ability to redeem its Class I units for Class I shares in the Company or cash, at the election of the Special Limited Partner, the Company has classified these Class I units as Redeemable Non-controlling Interest in mezzanine equity on the Company’s Consolidated Balance Sheets.

The following table summarizes the redeemable non-controlling interest activity related to the Special Limited Partner for the years ended December 31, 2019 and 2018 ($ in thousands):

	December 31, 2019			December 31, 2018
Balance at the beginning of the year	$	9,233		$	250
Settlement of performance participation allocation		37,484			16,974
Conversion to Class I shares		(11,620	)		—
Repurchases		(35,435	)		(8,400	)
GAAP income allocation		(408	)		(1,035	)
Distributions		(652	)		(748	)
Fair value allocation		1,670			2,192
Balance at the end of the year	$	272		$	9,233

In addition to the Special Limited Partner’s interest noted above, certain of the Company’s third party joint ventures also have a redeemable non-controlling interest in such joint ventures. As of December 31, 2019, $20.9 million related to such third party joint ventures was included in Redeemable Non-controlling Interests on the Company’s Consolidated Balance Sheets.

The Redeemable Non-controlling Interests are recorded at the greater of their carrying amount, adjusted for their share of the allocation of income or loss and distributions, or their redemption value, which is equivalent to fair value, of such interests at the end of each measurement period. As the redemption value was greater than the adjusted carrying value for certain of the non-controlling interests at December 31, 2019 and 2018, the Company recorded an allocation adjustment of $6.8 million and $2.2 million, respectively, between Additional Paid-in Capital and Redeemable Non-controlling Interest.

On July 27, 2018, the Company entered into an Amended and Restated Limited Partnership Agreement (the “A&R OP Agreement”) for BREIT OP. The A&R OP Agreement amended the limited partnership agreement governing BREIT OP to provide for a new class of units (“Class B Units”) of BREIT OP, among other changes. Class B Units are available to certain suitable investors in private placements generally utilizing a “draw-down” structure. Class B Units are sold at their NAV per unit, which will equal the NAV per Class I unit of BREIT OP and will generally correspond to the NAV per share of the Company’s Class I shares.

Class B Units are subject to the same fees and expenses of Class I Units and do not have any preferential rights relative to the Company’s interest in BREIT OP, nor are they exchangeable for any shares of the Company’s common stock. Holders of the Class B Units have a right to redeem their units for cash in a manner similar to the ability of the Company’s stockholders to have their shares repurchased under the Company’s share repurchase plan. Class B Unit redemptions are subject to similar limitations as share repurchases under the Company’s share repurchase plan, namely the early repurchase deduction and caps on monthly and quarterly repurchases (calculated on an aggregate basis with shares of the Company’s common stock submitted for repurchase for the applicable period). The redemption rights of the Class B unitholders do not affect the terms of the Company’s share repurchase plan. Class B Units have the same limited voting rights as the other BREIT OP units and such rights do not affect the Company’s exclusive power, as general partner of BREIT OP, to manage and conduct the business of BREIT OP.

During the years ended December 31, 2019 and 2018, BREIT OP received $0 and $100 million in Class B Units subscriptions from an entity advised by Blackstone Insurance Solutions. As of December 31, 2019 and 2018, there were 9,268,500 Class B Units outstanding. Class B Units subscriptions are recorded as a component of Non-controlling Interests on the Company’s Consolidated Balance Sheets.